ManpowerGroup (MAN) CFO reports 4,943-share tax withholding disposition

Rhea-AI Filing Summary

ManpowerGroup Inc. executive vice president and CFO John T. McGinnis reported a routine tax-related share disposition. On February 19, 2026, 4,943 shares of common stock were withheld by the company to cover tax obligations arising from the settlement of performance share units that vested on February 13, 2026. The price used for the withholding was $29.48 per share, equal to the New York Stock Exchange closing price on February 18, 2026. After this withholding, McGinnis directly owns 96,634 shares of ManpowerGroup common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider McGinnis John T

Role EVP, CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	4,943	$29.48	$146K

Holdings After Transaction: Common Stock — 96,634 shares (Direct)

Footnotes (1)

1. Shares withheld by the Issuer to satisfy the tax withholding obligations on shares acquired on February 19, 2026 in settlement of performance share units that vested on February 13, 2026. Represents the closing price on the New York Stock Exchange on February 18, 2026.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McGinnis John T

(Last) (First) (Middle)

MANPOWERGROUP INC.

100 MANPOWER PLACE

(Street)

MILWAUKEE WI 53212

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ManpowerGroup Inc. [ MAN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/19/2026		F(1)		4,943	D	$29.48(2)	96,634	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld by the Issuer to satisfy the tax withholding obligations on shares acquired on February 19, 2026 in settlement of performance share units that vested on February 13, 2026.

2. Represents the closing price on the New York Stock Exchange on February 18, 2026.

	/s/ Michelle Nettles (pursuant to Power of Attorney previously filed)	02/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did ManpowerGroup (MAN) report for John T. McGinnis?

ManpowerGroup reported that EVP and CFO John T. McGinnis had 4,943 shares of common stock withheld to satisfy tax obligations on vested performance share units. This was recorded as a tax-withholding disposition rather than an open-market sale.

Was the ManpowerGroup (MAN) insider transaction an open-market sale of shares?

No, the transaction was not an open-market sale. ManpowerGroup withheld 4,943 shares from John T. McGinnis to pay taxes on performance share units that vested, using the New York Stock Exchange closing price from February 18, 2026.

At what price were the ManpowerGroup (MAN) shares withheld in the Form 4 filing?

The 4,943 ManpowerGroup common shares were valued at $29.48 per share for the tax-withholding transaction. This price represents the closing price on the New York Stock Exchange on February 18, 2026, as noted in the footnotes.

How many ManpowerGroup (MAN) shares does John T. McGinnis own after the tax withholding?

After the tax-withholding disposition, John T. McGinnis directly owns 96,634 shares of ManpowerGroup common stock. This remaining balance reflects his holdings following the company’s withholding of 4,943 shares to cover associated tax obligations.

What triggered the tax-withholding share disposition for ManpowerGroup (MAN) executive John T. McGinnis?

The disposition was triggered when performance share units granted to John T. McGinnis vested on February 13, 2026 and were settled in shares on February 19, 2026. ManpowerGroup then withheld 4,943 shares to satisfy related tax withholding obligations.